* Co-COO Tom Montag made $14.5 million
* CEO Moynihan made $12 million, mostly in stock
* Five of 18 directors will not stand for election in May
By Rick Rothacker
March 28 Bank of America Corp's co-chief
operating officer, Tom Montag, was once again the bank's highest
paid executive in 2012, making $14.5 million in a year in which
the bank showed signs of healing.
Montag's compensation, which included a $5.46 million bonus
and $8.19 million in stock, increased 21 percent to eclipse the
$12 million awarded to Chief Executive Brian Moynihan, according
to a filing the bank made on Thursday with the U.S. Securities
and Exchange Commission.
Bank of America's executives were handed bigger pay packages
in 2012 as the No. 2 U.S. bank by assets made progress in
recovering from the 2007-2009 financial crisis. Its shares
climbed more than 100 percent in 2012, while the bank padded its
capital holdings and made strides in resolving mortgage-related
In his annual letter to shareholders, which was posted on
the bank's website on Thursday, Moynihan struck an optimistic
tone, saying the company had been "transformed" by a stronger
balance sheet and a focus on core customers.
The letter also signaled Moynihan's plans for rewarding
shareholders by buying back more stock. Earlier this month, the
bank passed the Federal Reserve's annual stress test and won
permission to repurchase $5 billion of its own shares.
"We are well-positioned to return excess capital to our
shareholders and we believe that buying back common shares is
the best way to continue to drive value for our shareholders,"
As part of this year's stress test, the bank did not request
an increase in its quarterly dividend, which has been stuck at a
penny per share since the financial crisis.
Moynihan, whose compensation was disclosed last month, was
the bank's second-highest-paid executive after his total rose
more than 70 percent to $12 million thanks to a higher stock
grant of $11.1 million. He did not receive a cash bonus.
Montag, who runs global banking and markets businesses, has
made more money than the CEO since joining Bank of America
through its 2009 acquisition of Merrill Lynch & Co. In 2012, he
also earned more than the CEOs at JPMorgan Chase & Co
and Morgan Stanley.
Bank of America Chief Financial Officer Bruce Thompson made
$11 million, followed by co-Chief Operating Officer David
Darnell ($9.5 million) and general counsel Gary Lynch ($7
million), according to the filing.
For 2013, the bank is increasing Moynihan's salary by 58
percent to $1.5 million and upping the base pay for Montag and
Darnell by 18 percent to $1 million.
Thursday's proxy filing also disclosed that five of the
bank's 18 directors will not stand for election at this spring's
shareholder meeting as part of a board shuffle that began last
Three directors who were at or near the retirement age of 72
- Virgis Colbert, Donald Powell and Charles Rossotti - are
departing, joining two other directors - Robert Scully and
Mukesh Ambani - who had previously announced they were leaving.
The exits are the latest reshaping of the bank's board,
which will shrink to 13 members.
In 2009, federal regulators pressed the bank to add
directors with more financial expertise after the company
required multiple bailouts during the financial crisis. Of those
six board members, only former Federal Reserve Governor Susan
Bies and former DuPont CEO Chad Holliday remain.
In anticipation of retirements, the bank has added six new
board members since August, all of whom will stand for election
at the May 8 shareholder meeting. Four of the new directors were
found through a search firm and two others were identified by
Holliday, the board's chairman, according to the filing.